Age: 42
Annual Salary (as of 2/27/08): $400,000
Bonuses for 2007: None. Not yet employed.
Wisdom Lu is responsibe for the company's treasury management department whose functions include investment management, debt management, cash management services, cash flow management, capital planning, rating agency support, and banking relationship management. She holds an M.B.A. from New York University and a bachelors in civil engineering from Rensselaer Polytechnic Institute.
Note that this information was related to her previous employment as Treasurer and Chief Investment Officer at Health Net, Inc. In her new position at LBI, Wisdom has agreed to the following:
The Company hereby engages Employee on an exclusive basis to render personal services as Chief Financial Officer of the Company and its respective subsidiaries (collectively the “LBI Entities”). Employee shall perform such duties and have such responsibilities related to her position as Chief Financial Officer as assigned from time to time by the Company. Such duties and responsibilities shall in any event include, without limitation, overall responsibility and supervision of the LBI Entities’ corporate finance, accounting, tax, control, insurance, human resources and any other financial matters. Without limiting the generality of the foregoing, such duties and responsibilities shall include without limitation (a) managing the LBI Entities’ accounting department (including internal controls), (b) raising capital, (c) managing relationships with the LBI Entities’ creditors and other investment banks, commercial banks and lending institutions, and insurers, (d) interacting with financial analysts and rating agencies, (e) managing cash, (f) budgeting, (g) overseeing the LBI Entities’ audits, (h) overseeing and adhering to all Securities and Exchange Commission (“SEC”) reporting obligations, (i) overseeing and adhering to all other reporting obligations to other government agencies and to creditors, (j) overseeing and managing investor relations, (k) overseeing insurance, risk management, compliance and litigation for the LBI Entities, (l) overseeing and managing human resources for the LBI Entities, and (m) any other duties and responsibilities as assigned from time to time by the Chief Executive Officer, President, Executive Vice President or the Board of Directors of the Company. Employee hereby accepts such employment and agrees to devote her full employment energies, interest, abilities and time to the performance of Employee’s duties to the Company. Employee shall promptly and faithfully comply with all the rules and regulations of applicable governmental regulatory agencies and with the reasonable instructions, directions, requests, rules and regulations of the Company in connection with the performance of Employee’s duties.Also outlined in this complete Employment Agreement Between Liberman Broadcasting and Wisdom Lu (at SECInfo.com) is a $100K bonus just for maintaining employment for a year, 5% annual salary increases, and 25% of base annual salary bonuses after the first year, provided she remains employed. Oh, and don't forget, she's getting $400K in salary to start.
II. COMPENSATION.
A. SALARY. During the initial term of this Agreement, the Company shall pay to Employee a salary at the rate of Four Hundred Thousand Dollars ($400,000.00) per annum (less taxes and required withholdings). Employee’s salary shall be paid periodically in accordance with the Company’s normal payroll practices. Assuming Employee’s continued employment, the annual rate of salary shall increase by five percent on April 1, 2009 and each April 1 thereafter during the term of this Agreement.
B. BONUS. Each twelve (12) month period during the term of this Agreement (including any option terms), the first such period to commence on April 1, 2008, Employee shall be eligible to receive any and/or all of the following bonuses so long as Employee (i) has remained in the position of Chief Financial Officer for the entire applicable twelve (12) month period; and (ii) has performed fully all material obligations hereunder:
1. In the event that Employee has remained in the position of Chief Financial Officer until March 31, 2009 and has performed fully all material obligations under this Agreement, Company shall pay to Employee a bonus in the amount of One Hundred Thousand Dollars ($100,000).
2. In the event that Employee has remained in the position of Chief Financial Officer until the last day of March, 2010 and each March thereafter during the term of this Agreement and has performed fully all material obligations under this Agreement, Company may in its discretion pay to Employee a bonus in an amount up to Twenty-Five Percent (25%) of the Employee’s then-current annual base salary. The amount of each such bonus, if any, shall be determined by the Company’s Board of Directors in its sole discretion according to the achievement by Employee of annual objectives set by the Board.
Employee’s interest in any and all bonuses under this Section II.B shall not vest until the date upon which the Company would be obligated to tender payment for the particular bonus. Any bonuses earned under this section shall be paid to Employee within 30 days of the close of the applicable 12 month period for which the bonus is calculated. In the event Employee contends that any bonus has not been properly paid under this Agreement, Employee shall give written notice to the Company, and the Company shall have thirty (30) days to cure any defect in Employee’s bonus payment.
Notwithstanding anything to the contrary above (including Section II.B(2) above), if and to the extent required under stock exchange rules or law, following an initial public offering of the common stock of the Company, the Employee’s bonus shall be determined by a compensation committee or in such other manner as the Company determines satisfies such applicable rules or laws.
C. HEALTH INSURANCE. During the term of this Agreement, the Company shall pay all necessary premiums for Employee and her dependents to participate in any medical insurance plan and dental insurance plan that may then be available to employees of the Company. Currently, the group health plan for the Company’s employees is provided by Guardian. The Company reserves the right to change the insurance carrier and the level and amount of insurance benefits available to employees of the Company, and reserves the right to terminate said benefits at any time.
D. EXPENSES. The Company shall reimburse Employee, pursuant to the Company’s expense policies, for reasonable expenses incurred in the performance of Employee’s duties as Chief Financial Officer. Such expenses may include reasonable business client entertainment expenses. Any question about the reasonableness of an expense shall be resolved by the Company’s President in the President’s sole discretion.
E. OPTION GRANT. The Company shall grant Employee an option (the “Option”) to purchase shares of the Company’s Class A common stock representing, on a fully diluted basis as of the date of the grant, three-quarters of one percent (0.75%) of the outstanding shares of the Company’s common stock. Assuming Employee’s continued employment, the Option shall vest and become exercisable in five equal annual installments (0.15%) on the last day of March of each year, commencing with March 31, 2009. The exercise price of the Option shall be the fair market value per share of the Company’s common stock as of the date of grant, which in the absence of a subsequent independent valuation, the parties intend to be the price paid per common share in the July, 2007 acquisition of shares of Class A common stock of the Company by Ernesto Cruz (which price was substantially identical to the price paid by Oaktree Capital Management and Tinicum Capital Partners for their acquisitions in 2007 of Class A common stock of the Company). The Option shall be granted pursuant to an option plan to be adopted by the Company, and shall be subject to the terms and conditions (including but not limited to terms and conditions regarding adjustments in the event of changes in the Company’s capital structure) generally applicable to option grants under such plan.
F. OTHER BENEFITS. Employee shall be entitled during the term of this Agreement, including option terms, to participate in benefit plans or policies generally applicable to employees of the Company, including but not limited to, all retirement, deferred compensation and similar plans and programs generally available to other employees of the Company as in effect from time to time, subject to any legally required restrictions specified in such plans and programs.
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